Regarding retirement of director of pvt co. by rotation

As per my understanding retirement by rotation is absolutely not applicable to your private company even if the clause mentioned by you is there in the AOA.

However this clause is not required in your AOA, so as per my suggestion remove this clause by altering your AOA.

AOA should be specific regarding retirement by rotation provisions. Deemed retirement by rotation is not possible in a private company.

Regards

Dear Member

The Article which is available in your articles of association is a enabling clause.

For example your company appoints an additional director whose appointment is subject to be regularised by the members at the next AGM.

At the AGM the members while approving / regularising his appointment may pass a resolution putting a condition that such director is liable to retire by rotation. In such situation the said director is liable to retire by rotation.

As rightly pointed out by Mr.Ankur Garg this clause is not necessary in your AOA. It would be appropriate to alter the Articels and remove the above said clause if the board and members of the company thinks it fit.

with regards

Muralidharan